Commercial Code Cancellation

On 28 August 2025, Law of Ukraine No. 4196-IX “On Peculiarities of Regulation of Legal Entities of Certain Organisational and Legal Forms in the Transition Period and Associations of Legal Entities” becomes effective, which, among other things, cancels the Commercial Code of Ukraine.

Changes that will take effect:

Liquidation of enterprises as a separate organisational form

State, municipal and private enterprises will have to reorganise into joint stock companies or limited liability companies. For many state-owned and municipal enterprises, this means that management will have to take decisions on liquidation, which will facilitate the transition to unified corporate structures.

More flexible approaches to corporate governance

The owner of the company, if he is the sole founder, will be able to manage the business independently, without appointing a separate director or creating additional governing bodies. This will reduce the administrative burden and speed up decision-making.

Possibility to create non-standard governing bodies

Companies will be able to enshrine in their charters innovative governance models that differ from the generally accepted ones, which will allow them to adapt them to the specific needs of the business.

Transition period

Enterprises and their legal successors will have three years, until 28 August 2028, to bring their charters and internal regulations in line with the Law. Until then, these documents will remain valid if they do not contradict the new legal order.

Regulation of enterprises

Subsidiaries, foreign enterprises, enterprises of associations of citizens, consumer cooperatives, and private enterprises will now be subject to the Law of Ukraine “On Limited Liability Companies and Additional Liability Companies”. All provisions of their existing charters that contradict that law will be invalidated.

Preservation of the validity of permits

All permits, licences, certificates and other authorisations issued to the enterprises to be reorganised will remain valid for their successors for a specified period of time, subject to compliance with the relevant requirements.